Vermont-VEIC Contract for EEU
ATTACHMENT L
2009-2011 SCOPE OF WORK
This Attachment provides the scope of work that the Contractor will perform during the 20092011 period. Contractor shall perform the following duties and functions established by the
Board for the EEU in the manner described below. Contractor shall be subject to Board
oversight and control in the performance of the duties and functions set forth in this Attachment.
Introduction
The Contractor shall exercise substantial responsibility and initiative to ensure that the
following State energy efficiency policies and objectives are accomplished: (1) achieve the
maximum magnitude of societal net benefits while acquiring comprehensive cost-effective
electric efficiency savings; (2) respond appropriately to markets in order to (a) increase the
level of and comprehensiveness of energy efficiency services to Vermonters and (b) promote
market transformation; (3) effectively capture potential “lost opportunity” markets; (4)
provide a standard level of service to all customer classes and geographic regions; (5) target
delivery of additional services to help minimize the need to upgrade Vermont’s transmission
and distribution infrastructure. The Contractor shall also exercise substantial responsibility
and initiative to deliver unregulated fuel energy efficiency services to Vermont heating and
process-fuel consumers on a whole-buildings basis, subject to available funding.
The Contractor shall also interact with members of the public and numerous other
organizations including State Agencies, the Vermont electric utilities, the Vermont
Legislature, and national, regional, and local energy efficiency organizations. Nothing in this
contract shall limit the Board’s authority to conduct proceedings under, or to implement, 30
V.S.A. § 209(d), as interpreted by the Board in the 5980 Order and any subsequent orders.
The specific duties to be performed by the Contractor are grouped into two major tasks and
are described in detail in the remaining two sections of this Attachment: (1) Administration,
and (2) Services and Initiatives. This Attachment includes references to specific portions of
the MOU, the 5980 Order, and the RFP, when appropriate.
I. Administration
The Contractor is responsible for the maintenance, ongoing development and monitoring of
its own management and operational systems, including: (1) general project management; (2)
budgeting; (3) financial management; (4) contract management; (5) dispute resolution; and
(6) information technology system management and data collection. The Contractor shall
maintain and enhance as it deems appropriate a management reporting system that enables its
management to ensure proper control over its operational activities and strategic direction
and facilitates the preparation of required reports and evaluation of its performance as the
EEU.
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A. Budgeting
The Contractor shall develop, monitor and manage the overall budget for its operation.
The Contractor shall manage the budget for the period of 1/1/2009 through 12/31/2011
(as detailed in Attachment S) as a three-year budget. In order to plan, manage and report
on progress over the course of the contract, the Contractor will also develop, and may
revise over time, forecasts of costs expected to be incurred in each year of the contract.
Such cost forecasts shall not be subject to Board approval and will be submitted to the
Board only to provide the Board with detailed information on the Contractor’s progress
and ongoing expected costs. As part of Contractor’s Annual Plan pursuant to Paragraph
II.B, below, the Contractor shall submit the latest available costs for the current year and
provide an updated forecast of future annual costs for the balance of the contract. Budget
and forecast categories and the detail of breakdown shall be, at a minimum, the same as
those used in the budget set forth in Attachment S.
B. Financial Management
The Contractor shall maintain the necessary budgeting, invoicing, expenditure approval,
payroll, and financial accounting systems to review, approve, and track budgets, invoices
and payments associated with carrying out this Scope of Work. The Contractor shall
maintain financial and accounting records consistent with Paragraph III.C.2 of the RFP
and with Generally Accepted Accounting Principles consistently applied. The Contractor
shall provide information and documentation required for an OMB A-133 audit, which
the Contractor shall have performed on an annual basis.
C. Contract Management
The Contractor shall solicit, hire and/or contract with all necessary staff and
subcontractors to effectively perform the Work. The Contractor shall maintain the
administrative capability to manage these resources, ensure the completion of each task
and sub-task effectively, and ensure that subcontractors are compensated in a timely
manner.
D. Dispute Resolution Process
In conjunction with the Contract Administrator and the DPS, the Contractor shall
maintain protocols for addressing and resolving complaints concerning performance of its
responsibilities from customers and stakeholders such as electric utilities, subcontractors,
and Market Actors.
E. Information Technology, Data Collection, Reporting
The Contractor shall maintain and, as it deems necessary and/or appropriate, enhance an
information management system that meets the specifications, reporting and monitoring
tasks outlined in the RFP, and supports the Contractor’s participation as the EEU in the
regional capacity market. Information in this system shall include, but not be limited to,
tracking data on customers, Market Actors, service activity, projects, measures, costs and
savings. The system shall continue to have the ability to produce ad hoc reports for
occasional information requests from the Board, the DPS and the Contract Administrator.
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1. Manage Customer-Specific and Competitively-Sensitive Information
The Contractor has developed a Confidential Information Management System that
was approved by the Contract Administrator in December 2004. The purpose of this
system is to provide appropriate protections in the collection, processing, storage and
retrieval of information that is customer-specific or could otherwise provide an unfair
competitive advantage to an entity delivering services outside of the energy efficiency
services approved by the Board for EEU implementation. The Contractor shall be
responsible for managing this system. When appropriate the Contractor shall be
responsible for providing customer-specific and/or competitively-sensitive
information to its employees, subcontractors, regulators, Vermont electric utilities and
ISO-NE. Any subcontractors given such information shall also protect its
confidentiality and shall agree in their contract(s) with the Contractor (1) to abide by
the guidelines detailed in the Confidential Information Management System
referenced above, and (2) not to provide any confidential information to affiliates not
directly involved with EEU activities. Any substantive changes made to the approved
December 2004 Confidential Information Management System shall be submitted in
writing to the Contract Administrator for approval prior to implementation.
Regardless of whether the Contractor follows its system for managing confidential
information, the Contractor is solely responsible for the intentional or accidental
release of any confidential information. The Contractor agrees to indemnify the
Board and the State for any claims resulting from the release of any confidential
information.
2. Data Collection
The Contractor shall collect and electronically compile data that are: (1) directly
related to its energy service implementation activities; (2) easily obtainable by the
Contractor as part of its routine implementation activities; (3) needed to monitor,
assess, and evaluate its performance, to report on its activities, and to improve the
design and delivery of services; and (4) needed to support Contractor’s regional
capacity market activities. Data from distribution utilities, subcontractors and
employees shall be collected and stored electronically in a consistent format in the
following categories:
 Customer/Client Data;
 Customer Usage Data;
 Measures and Services Data;
 Market Actor Data;
 Distribution Utility Account Data; and
 Other Data for Market Assessment and Evaluation Purposes.
The Contractor shall make this information available to the Board, the DPS staff and
any independent evaluation firms under contract to the Board or the DPS, subject to
the confidentiality procedures outlined in Paragraph I.E.1.
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The Contractor shall coordinate, manage and secure all such data identified in the
above list that it needs to obtain from the distribution utilities. If a distribution utility
is not responsive to a data request from the Contractor after a reasonable period of
time, then the Contractor may ask the Contract Administrator to resolve the dispute,
or if unresolved, to bring the dispute to the attention of the Board.
The parties agree that this paragraph is not intended to require the Contractor to
secure data from distribution utilities that fail to respond to such request for data.
3. Distribution Utility Planning and Ratemaking Support Data
The Contractor shall continue to gather particular data elements for use by the
distribution utilities for their own planning and ratemaking purposes as stated
explicitly in the MOU (Paragraphs 8 and 9). The Contractor shall provide this data in
the same format and frequency that it did in Year 2005 (and as detailed in Attachment
U). Any changes to these formats will only be undertaken if such changes are
mutually acceptable to the Contractor and distribution utilities. Consistent with
Paragraph 39 of the MOU, and upon request, the Contractor shall provide distribution
utilities with reasonable estimates of electricity savings resulting from EEU
operations, including information or assumptions the Contractor collects or develops
as a matter of course in its normal business activities. As stated in Paragraph 39 of
the MOU: "The information to be provided under this paragraph shall be limited to
information created or maintained by the EEU in the ordinary course of business.
This paragraph does not create an obligation of the EEU to create information
specifically for a [distribution utility]."
4. Administrative and Financial Data
The Contractor shall keep records of administrative and financial data consistent with
the needs outlined in the RFP and with Generally Accepted Accounting Principles
consistently applied as defined by both the Governmental Accounting Standards
Board and the Financial Accounting Standards Board. This includes systems to track
general project management, invoicing, payroll and subcontractor payments, and to
produce the necessary reports for monitoring these duties. The DPS and the Contract
Administrator shall be provided access to this data as mutually agreed to by the DPS,
the Contractor and the Contract Administrator.
5. Data System Documentation/User's Manual
The Contractor shall maintain, and update as necessary, the documentation of the
Customized Software used for data tracking and reporting. The Contractor shall
provide the Contract Administrator and the DPS with any substantive changes to this
data system documentation.
6. Required Reports
The Contractor shall prepare and submit Monthly, Quarterly and Annual Reports as
described below. The Contractor shall work with the Board, the DPS and Contract
Administrator to identify and assess changes that might better satisfy the needs of the
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Board, the Contract Administrator, the Fiscal Agent, the DPS, and the EEU Advisory
Committee (particularly in light of the Geographic Targeting Order 2009-2011, the
Contractor’s new unregulated fuel activities, the implementation of the new SelfAdministered Energy Efficiency Program, and the implementation of the GMP
Efficiency Fund), simplify or clarify the presentation of information, and/or lower the
costs of reporting. Proposed changes shall be submitted to the Contract
Administrator for approval, who shall make a determination about such changes with
advice from the DPS and, as appropriate, other interested parties.
a. Monthly Reports
The Contractor shall prepare and submit Monthly Reports to the Board, the
Contract Administrator, the DPS, and the EEU Advisory Committee. These
reports shall include: (1) actual expenditures for administrative, information
technology and service delivery costs compared to the annual component of the
approved three-year budgets funded by EEU Funds 2009-2011; (2) MWh savings
estimated results funded by Contractor Electric EEU Funds; (3) kW summer and
winter savings estimated results funded by Contractor Electric EEU Funds; and
(4) results data related to the delivery of efficiency services funded by Contractor
Unregulated Fuel Funds.
The Board acknowledges that implementation of reporting on services funded by
Contractor Unregulated Fuel Funds will require changes to Contractor’s
procedures and information technology systems. Contractor shall be provided a
reasonable period of time to implement those changes, and Contractor shall make
best efforts to complete the changes as soon as possible.
Monthly Reports shall be submitted for February, April, May, July, August,
October, November, and December of Years 2009, 2010 and 2011.
b. Quarterly Reports
The Contractor shall prepare and submit Quarterly Reports to the Board, the
Contract Administrator, the DPS, and the EEU Advisory Committee. Quarterly
Reports shall be submitted for the following time periods:



1/1/2009 through 3/31/2009
4/1/2009 through 6/30/2009
7/1/2009 through 9/31/2009



1/1/2010 through 3/31/2010
4/1/2010 through 6/30/2010
7/1/2010 through 9/31/2010



1/1/2011 through 3/31/2011
4/1/2011 through 6/30/2011
7/1/2011 through 9/31/2011
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Given that an Annual Report will be submitted after the end of each calendar year
a Monthly Report will be submitted for the periods ending 12/31/2009,
12/31/2010, and 12/31/2011 in lieu of a Quarterly Report.
Quarterly Reports shall include: (1) actual expenditures for administrative,
information technology, and service delivery costs compared to the annual
component of the approved three-year budgets funded by EEU Funds 2009-2011;
(2) committed customer incentive payments as evidenced by a signed incentive
contract that specifies that a future incentive payment funded by Contractor
Electric EEU Funds will be made to an EEU customer for energy efficiency
measures; (3) report of progress made towards achieving savings targets, and
other agreed-upon indicators of performance funded by either Contractor Electric
EEU Funds or Contractor Unregulated Fuel Funds; (4) a summary of activity
highlights for the quarter funded by EEU Funds 2009-2011; and (5) a summary of
any significant changes or anticipated changes in implementation strategies and
services funded by EEU Funds 2009-2011.
The Board acknowledges that implementation of reporting on services funded by
Contractor Unregulated Fuel Funds will require changes to Contractor’s
procedures and information technology systems. Contractor shall be provided a
reasonable period of time to implement those changes, and Contractor shall make
best efforts to complete the changes as soon as possible.
Quarterly reports shall also include: (1) ODR (Other Demand Resource) capacity
claimed to date and related revenue received from the ISO-NE ICAP Transition
Period or the FCM; (2) capacity commitments, qualified capacity, or registered
show-of-interest capacity for each ISO-NE Forward Capacity Market Delivery
Period (relevant at the time of the quarterly report) and progress toward the
attainment of that capacity goal; (3) amounts of Financial Assurance currently
required related to the ISO-NE FCM, and additions to the Financial Assurance
required in the upcoming quarter; (4) expenditures by the Contractor for
participation and measurement and verification costs related to participation in the
ISO-NE FCM compared to the annual component of the three-year budgets.
Quarterly Reports shall also include information (when such information is made
available to the Contractor by EEU customers) on the degree of leveraging
(including customer contributions and grant funds) achieved by the Contractor.
c. Annual Reports
The Contractor shall prepare and submit Annual Reports to the Board, the
Contract Administrator, the DPS, the EEU Advisory Committee, and all Vermont
electric utilities.
The Contractor shall submit an Annual Report for Years 2009, 2010 and 2011.
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If the Contractor is not chosen as the entity to continue to operate the EEU after
December 31, 2011 then the process for producing the annual report for Year
2011 and the associated annual savings verification process called for in
Attachment N shall be in accordance with the following schedule:
 The Contractor’s 2011 savings claim shall be submitted by March 2,
2012.
 The Board, the Contract Administrator, and the DPS will complete the
savings verification process by May 15, 2012.
 The 2011 Annual Report that includes any changes made as a result of the
savings verification process shall be submitted by June 15, 2012.
Annual Reports shall include: (1) actual expenditures for administrative,
information technology and service delivery costs compared to the annual
component of the approved three-year budgets funded by EEU Funds 2009-2011;
(2) committed customer incentive payments as evidenced by a signed incentive
contract that specifies that a future incentive payment funded by Contractor
Electric EEU Funds will be made to an EEU customer for energy efficiency
measures; (3) a summary of progress and highlights for the year, including any
significant changes in strategies or services funded by EEU Funds 2009-2011; (4)
report of progress toward achieving savings targets, and other agreed-upon
indicators of performance funded by either Contractor Electric EEU Funds or
Contractor Unregulated Fuel Funds; and (5) the annual verified savings data
funded by EEU Funds 2009-2011. The Contractor will footnote in the Annual
Report data that overlaps or includes data from other services provided by the
Contractor that are external to the Agreement.
Annual Reports shall also include: (1) ODR (Other Demand Resource) capacity
claimed to date and related revenue received from the ISO-NE ICAP Transition
Period or the FCM; (2) capacity commitments, qualified capacity, or registered
show-of-interest capacity for each ISO-NE Forward Capacity Market Delivery
Period (relevant at the time of the annual report) and progress toward the
attainment of that capacity goal; (3) amounts of Financial Assurance currently
required related to the ISO-NE FCM, and additions to the Financial Assurance
required in the upcoming quarter; (4) expenditures by the Contractor for
participation and measurement and verification costs related to participation in the
ISO-NE FCM compared to the annual component of the three-year budgets; (5) a
summary of FCM-related activity highlights; and (6) a summary of any significant
or anticipated changes in participation strategies and/or FCM forecasts.
Annual Reports shall also include information (when such information is made
available to the Contractor by EEU customers) on the degree of leveraging
(including customer contributions and grant funds) achieved by the Contractor.
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In addition to the above, the Contractor shall publish and distribute materials that
summarize annual report results for public distribution. The format of these
materials shall be as mutually agreed-upon by the Contractor, the Board, and the
Contractor Administrator, in consultation with the DPS.
d. Occasional Reports to Vermont Distribution and Transmission Utilities
The Contractor shall provide information to individual Vermont distribution
utilities for planning and rate regulation purposes consistent with Paragraphs 9
and 39 of the MOU. This information is described in more detail in Paragraph
III.C.6.d of the RFP. The Contractor shall provide these reports in the same
format and frequency as in Year 2005 (and detailed in Attachment U). Any
changes to these formats will only be undertaken if such changes are mutually
acceptable to the Contractor and distribution utilities. The Contractor
understands that this information need not be provided to distribution utilities
more frequently than quarterly. Notwithstanding the previous sentence,
information required for a utility’s calculation of its Account Correcting for
Efficiency need not be provided more frequently than twice per year. As stated in
Paragraph 39 of the MOU: "The information to be provided under this paragraph
shall be limited to information created or maintained by the EEU in the ordinary
course of business. This paragraph does not create an obligation of the EEU to
create information specifically for a [distribution utility]."
The Contractor may also be requested to provide similar information, in the same
format and no more frequently, to individual Vermont transmission utilities.
e. Reporting by Sector
For the purposes of the required reporting as detailed in this section the Business
Sector and the Residential Sector are defined as follows:
Business Sector
Business New Construction
Existing Business
Residential Sector
Retail Efficient Products
Residential New Construction
Existing Homes
Existing Business consists of the following markets:
 Commercial and Industrial Retrofit
 Commercial and Industrial Equipment Replacement
Existing Homes consists of the following markets:
 Residential Retrofit
 Multifamily Retrofit
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Residential New Construction consists of the following markets:
 Single Family New Construction
 Multifamily New Construction
f. Reporting by Funding Source
For the purposes of the required reporting as detailed in this section, the
Contractor shall report its services and initiatives by funding source (either
Contractor Electric EEU Funds or Contractor Unregulated Fuel Funds).
The Board and the Contractor acknowledge that some services and initiatives
funded by Contractor Electric EEU Funds may also result in unregulated fuel
savings, and some services and initiatives funded by Contractor Unregulated Fuel
Funds may result in electric savings. In addition, some services and initiatives
may be funded by both Contractor Electric EEU Funds and Contractor
Unregulated Fuel Funds. The Contractor and the Contract Administrator, in
consultation with the DPS, shall determine how services and initiatives with such
“spillover” benefits will be reported. The Contractor and the Contract
Administrator shall document their determinations, and shall provide a copy of
such documentation to the Board.
g. Customer Credit Reporting
Notwithstanding the above, Customer Credit costs and benefits may be included
and/or excluded and reported separately in different summary reports, as may be
agreed upon by the Contract Administrator. All reports that include Customer
Credit shall explicitly state so.
7. Information Requests
The Contractor shall respond in a timely and complete manner to any information
requests regarding budgets, expenditures, savings, and activities submitted by the
Board, the Contract Administrator, the Fiscal Agent, the DPS, and to reasonable
requests from the Chairperson of the EEU Advisory Committee.
The Contractor shall also respond in a timely and complete manner to any
information requests submitted by members of the Vermont Legislature or legislative
staff, including providing legislative testimony on EEU-related activities or energy
issues when requested. When providing legislative testimony, the Contractor shall
follow the guidelines contained in Paragraph 23 of the Main Body of this Agreement.
When providing a written response to a legislative inquiry, the Contractor shall
provide the Contract Administrator with a copy of the response.
II.
Services and Initiatives
The Contractor shall manage, oversee, implement, and modify as necessary a range of
electric energy efficiency service offerings and activities to effectively operate the EEU:
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(a) as stated in the 5980 Order, the Budget Order 2009-2011, and the Geographic
Targeting Order 2009-2011; (b) as detailed in the MOU; (c) as provided for in the RFP
and the Response; and (d) as further specified in this Agreement, including the specific
performance goals specified in Attachment M.
The Contractor shall manage, oversee, implement, and modify as necessary a range of
unregulated fuel energy efficiency service offerings and activities to effectively operate
the EEU: (a) as required by 30 V.S.A. §§209(d)(7) and (e)(1); and (b) as further specified
in this Agreement, including the specific performance goals specified in Attachment N.
A. Electric Markets, Services and Initiatives
In the Budget Order 2009-2011, the Board established three primary functions for the use
of Contractor Electric EEU Funds. The first function is to continue to provide services
and initiatives throughout Vermont that address the “Core Program” markets set forth in
the MOU. In fulfilling this function, Contractor shall continue to provide services
consistent with the minimum performance standards in Paragraph IV.A of Attachment N
to all customer classes and geographic regions. The second function is, as explained
further below, to target capacity reductions in the geographic areas identified in the
Geographic Targeting Order 2009-2011. The third function is to acquire the most costeffective energy and capacity savings, regardless of where in the state they are located.
1. Core Services
The MOU set forth seven “Core Programs” to be implemented by the EEU:
 Commercial and Industrial Market Opportunities;
 Commercial and Industrial New Construction;
 Dairy Farm Program;
 Residential New Construction;
 Residential Low-Income;
 Efficient Products Program; and
 Emerging Market Initiatives.
Throughout the term of this Agreement, the Contractor will implement energy
efficiency services and activities that address all of these “Core Program” markets.
Future changes to the Contractor’s organization of markets for service delivery
purposes will not affect the requirement that the Contractor continue to serve the
above “Core Program” markets.
At the start of this Agreement the Contractor will address all the above “Core
Program” markets with the following market services and initiatives, as further
delineated in Sections B.3 through B.4 of the Response:
Core Markets
1.
Business New Construction
2.
Existing Businesses
3.
Customer Credit
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4.
5.
6.
Residential New Construction
Existing Homes
Retail Efficient Products
Market Initiatives such as:
1.
Colleges and Universities
2.
Dairy Farms
3.
Industrial
4.
K-12 Schools
5.
Services to Low-Income Vermonters
6.
Multifamily Housing
7.
Ski Areas
8.
State Buildings
9.
Water and Wastewater Treatment Facilities
Cross-Sector Activities such as:
1.
Better Buildings by Design Conference
2.
Community-Based Energy Projects
3.
Coordination with Other Energy Efficiency Activities
4.
Distributed Utility Services
5.
Energy Code Activities
6.
Leveraging Additional Funding
The above Market Initiatives and Cross-Sector Activities are subsets of the Core
Markets listed above.
This portfolio of services and initiatives, as described further in the Response, is
deemed to adequately address all of the “Core Program” market requirements of the
MOU.
The Contractor will continue to make enhancements to market strategies, offerings
and initiatives based on new information, new opportunities, and the lessons of
experience. The Contractor shall inform the Contract Administrator and the DPS of
any substantive changes to services and initiatives, including a description of the
change and the proposed effective date of the change.
2. Targeting
The Budget Order 2009-2011 states that a portion of Contractor Electric EEU Funds
shall be used to target services to specific geographic areas of the state. Consistent
with the Budget Order 2009-2011 and the Geographic Targeting Order 2009-2011,
Contractor shall endeavor to use these Contractor Electric EEU Funds to target
resource acquisition activities as discussed below. Any additional Contractor
Electric EEU Funds not used for these targeted activities shall only be used to
perform other tasks set forth in the Work. It is expected that the Contractor’s
activities related to targeting will include planning for the delivery of targeted
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services.
Contractor shall deliver services focused on acquiring capacity and energy savings in
the geographic areas identified by the Board in the Geographic Targeting Order
2009-2011. The Contractor’s geographically-targeted activities may include
expansions of, or enhancements to, services and initiatives offered statewide, as well
as new services and initiatives offered only in the designated areas. It is anticipated
that the enhanced or additional services offered by Contractor may differ among
areas.
Successful implementation of geographic targeting will require increased
coordination between Contractor and affected utilities. Contractor shall work with
the electric utilities and the DPS to ensure the collection of appropriate information
necessary to adequately evaluate the geographic targeting efforts.
3. Most Cost-Effective Energy or Capacity Savings
As described in the Budget Order 2009-2011, the Contractor shall use a portion of
the Contractor Electric EEU Funds to acquire the most cost-effective energy or
capacity savings, regardless of where in the state the savings are located. The
Contractor may, but is not required to, develop services and initiatives specifically
focused on acquiring the most cost-effective savings. The Contractor may also
acquire such savings through expansions of, or enhancements to, Core Services or
Targeted Services offered by the Contractor.
B. Unregulated Fuel Markets, Services and Initiatives
The Contractor shall expand EEU services and initiatives to comprehensively address all
cost-effective energy efficiency opportunities associated with unregulated heating and
process fuels. The magnitude of such expansion is acknowledged to be a function of the
magnitude of additional financial resources made available by the Board for this purpose.
The expansion of services shall be based upon the following principles and guidelines:

All activities funded for unregulated heating and process fuels should be consistent
with, and guided by, the provisions of 30 V.S.A. §§209(d) and (e) as amended in Act
92. §209(e)(15) requires that “energy efficiency programs implemented under this
section . . . make continuous and proportional progress toward attaining the overall
state building efficiency goals established by 10 V.S.A. § 581, by promoting all forms
of energy end-use efficiency and comprehensive sustainable building design.” The
Contractor’s short-term strategies should be designed and implemented to
demonstrate models that are extendable and scalable in future years to achieve § 581
goals. To meet these statutory requirements, the Contractor shall employ both
resource acquisition and market transformation strategies that address both marketdriven opportunities and comprehensive whole-building retrofit opportunities.

The Contractor shall, to the fullest extent possible, build upon and integrate the
implementation of efficiency efforts that address unregulated heating and process
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fuels with existing and/or future EEU initiatives, services, and infrastructure that are
implemented to address electrical energy efficiency.

The Contractor shall provide services under this provision to any eligible customer
and/or market participant who serves any eligible customer. For the purpose of
unregulated heating and process fuel services, an eligible customer is defined as a
retail customer who purchases or uses unregulated fuels for space heating, water
heating or process heating in a home or business facility located in Vermont.

The Contractor shall allocate resources for unregulated heating and process fuel
services and initiatives between the business sector and the residential sector based on
the approximate portion of such fuel consumption in each sector. The initial
allocation shall be 25 percent to the business sector and 75 percent to the residential
sector. The Contractor may propose an update to this allocation based on further
consumption analysis as part of the Annual Plan submission and review process.

The Contractor shall coordinate the services and initiatives established under this
provision with those established by the Heating and Process Fuel Efficiency Program
(30 V.S.A. § 235) to be administered through the DPS so as to maximize
administrative efficiency and the benefits provided to Vermonters, while minimizing
duplication of effort and the potential for customer confusion regarding the two
sources of services and initiatives.
In addition to the above, the Contractor shall also collect such data on the use of process
fuels in Vermont as will enable the Contractor to design services and initiatives to
address cost-effective energy efficiency opportunities related to process fuels.
C. Annual Plan
The Contractor shall prepare and submit an Annual Plan for Year 2010 by November 1,
2009, and an Annual Plan for Year 2011 by November 1, 2010.
In these Plans, the Contractor shall summarize market intervention strategies, service
offerings, markets initiatives and other planned implementation activities for the year or
years covered by the Plan. These components shall be presented as part of an integrated
market strategy for each of the two primary electric market sectors: Business and
Residential. In addition, the Plan shall include an integrated market strategy for each of
the two primary unregulated fuel market sectors: Business and Residential. These plans
shall be developed in consultation with the DPS and the EEU Advisory Committee. In
developing these Annual Plans, the Contractor shall also make full use of the following
information:
 Reports from the EEU market assessment and evaluation activities undertaken by
the DPS;
 The Contractor’s formal Quality Assurance system (including participant
satisfaction/feedback records);
 Feedback from subcontractors;
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


Ongoing, informal feedback from individual participants;
Ongoing solicited and unsolicited input from business, professional and trade
associations, trade allies, and other groups with which the Contractor interacts
over the year; and
The Contractor’s knowledge of regional and national information regarding
energy efficiency technologies and opportunities, program experience and
evaluation results.
Any major changes to be made between Annual Plan filings shall be included as part of
Quarterly Reports to the Board specified in Paragraph I.E.6.b of this Attachment.
D. Coordinate EEU Service Delivery with BED
The Contractor shall make every reasonable effort to coordinate EEU statewide energy
efficiency services and initiatives with BED’s self-administration of core market services
within BED service territory, consistent with the Board’s August 1, 2002 “Decision in re:
Report of the Department of Public Service to the Board on Vermont’s Energy Efficiency
Utility” (pp. 5-7); the Board’s Orders in Docket 5980; and the MOU. The Contractor
shall work to develop an annual coordination agreement with BED, to be submitted to the
Contract Administrator no later than January 31 of each contract year. The Contractor
shall also attempt to negotiate a cost-sharing agreement with BED which recognizes (1)
that parallel or overlapping efforts may be more efficiently and economically performed
by either BED or the Contractor on behalf of both entities, and (2) that many services and
activities that the Contractor necessarily provides on a statewide basis fulfill or reduce
certain of BED’s obligations related to delivery of EEU services in BED’s service
territory. This cost-sharing agreement between the Contractor and BED shall provide a
mechanism for fair exchange of compensation for EEU services between the two entities.
Any disputes between the Contractor and BED regarding the coordination efforts or
compensation detailed above shall be mediated by the Contract Administrator. If the
Contract Administrator cannot settle such a dispute, then the dispute shall be submitted to
the Board for a final and binding decision.
E. Manage EEU Staff and Subcontractors
The Contractor shall solicit, select, hire and oversee employees and subcontractors to
perform the Work, and develop methods for managing their performance and
compensation. The Contractor shall strive to bring in industry-specific and technologyspecific specialized expertise on an as-needed basis to provide the appropriate level of
energy efficiency technical assistance to EEU business customers. The Contractor shall
review, approve if appropriate, and pay subcontractor and EEU expenses in a timely
manner.
F. Quality Assurance
The Contractor shall maintain quality assurance standards and procedures, to be set forth
by the Contractor in a written Quality Assurance Plan, copies of which shall be provided
to the Board, the Contract Administrator and the DPS. The Contractor shall ensure that
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both direct employees and subcontractors apply the quality assurance standards and
methods set forth in the Quality Assurance Plan. Any substantive changes to the Quality
Assurance Plan shall be provided to the Board, the Contract Administrator and the DPS.
The Quality Assurance Plan shall include the dates for submission of Quality Assurance
Reports.
G. Coordinate With Other Energy Efficiency Activities
The Contractor shall coordinate its EEU activities with those of state, regional and
national energy efficiency efforts, including (1) the U.S. Department of Energy/
Environmental Protection Agency Energy Star Program; (2) Northeast Energy Efficiency
Partnerships; (3) the Vermont Weatherization Assistance Program; (4) the School Energy
Management Program of the Vermont Superintendents' Association; and (5) the Act 250
process (10 V.S.A. §§ 6081-6092). Other state, regional or national initiatives or
organizations may emerge in the future; the Contractor shall be expected to evaluate the
potential benefits of those efforts and coordinate with and participate in them in a manner
that is consistent with the EEU’s mission and the State’s policy objectives for energy
efficiency.
H. Technical Assistance and Educational Support for Energy Code Activities
The Contractor shall provide technical support and training regarding the Residential
Building Energy Standards (RBES), as defined in 21 V.S.A. § 266, and the Commercial
Building Energy Standards (CBES), as defined in 21 V.S.A. § 268. Any support activities
that are funded by Contractor Electric EEU Funds shall be described in the Annual Plan.
The anticipated support includes, but is not limited to:
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Direct technical assistance, including a telephone “hot line”;
Development, production and delivery of educational materials; and
Development and delivery of workshops and professional training.
The Contractor shall provide technical support, but shall not be responsible for RBES or
CBES activities that require the development of new provisions for the energy code,
legislative advocacy regarding adoption of new or updated energy codes, or the
evaluation of energy code activities.
I. Coordinate With Vermont Distribution and Transmission Utilities
The Contractor shall coordinate on energy efficiency programs implemented by Vermont
distribution and transmission utilities on their own behalf (e.g., voluntary system-wide
programs provided by a distribution utility in its own service territory, a geographicallytargeted effort under the Distributed Utility Planning framework, or such other framework
as the Board may determine is necessary to ensure least-cost planning objectives are
carried out.) The Contractor shall also coordinate with Vermont distribution and
transmission utilities to determine whether power quality and power factor may be
affected in situations in which the application of programs or program technologies might
have a significant material impact on the integrity of a distribution or transmission
utility’s transmission and distribution system or a customer's facility. If problems are
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identified, the Contractor shall cooperate with the affected distribution or transmission
utility and/or customer to resolve the problem.
J. Participate in Vermont System Planning Committee
Consistent with the Board’s June 20, 2007, Order in Docket 7081 approving a
Memorandum of Understanding, the EEU is a non-voting member of the VSPC. The
Contractor shall designate appropriate individuals to participate in meetings of the VSPC
and those VSPC subcommittees and study groups involved with energy efficiency issues
and related forecasting efforts under review by the VSPC. The Contractor may also work
with appropriate VSPC committee and subcommittee members in between VSPC
meetings to advance the VSPC’s activities.
K. Twenty-Year Efficiency Estimate per Docket 7081
Paragraph W of Attachment A of this Agreement describes the objectives and
deliverables for the first Forecast 20. The Contractor shall conclude this Forecast 20
and provide all required deliverables by July 15, 2009.
The research, analysis, projections, analysis tools, and a report documenting assumptions
used in the first Forecast 20 will serve as the foundation for the second Forecast 20.
Consistent with the Board’s June 20, 2007, Order in Docket 7081, Contractor shall
prepare a second Forecast 20 by May 1, 2011. Contractor shall provide the following
deliverables for the second Forecast 20 to the VSPC and the Board:
 Report that summarizes and details the 20-year estimates of demand-side
management savings for Vermont;
 Description of project research methodology, to the extent that it has changed
from the first Forecast 20, for interested parties before research begins;
 Complete set of electronic workpapers that document all inputs to the forecast;
if the Contractor would like to keep portions of the workpapers confidential, it
shall submit such a request along with support justifying the treatment to the
Board, with the Board to make the final determination as to whether any
portions shall be kept confidential;
 Presentation in workshop format for all interested parties of the first draft of
the Forecast 20; and
 Final version of the Forecast 20 report and supporting workpapers.
The Board will provide the following guidance to the Contractor prior to the start of
research for the second Forecast 20:
 Budget assumptions for the analysis period; and
 Overarching Board policy objectives to be achieved by demand-side
management during the forecast period (i.e., class or geographic equity,
geographic targeting, etc.).
The Board understands that the Contractor must also receive information from Vermont
electric distribution utilities, the Vermont Electric Power Company and/or the VSPC prior
to the start of research for the second Forecast 20.
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L. Working With and Through Vermont Product and Service Providers
To both achieve resource acquisition and accomplish the Board's market transformation
goals, the Contractor shall work with and through Vermont providers of efficiencyrelated products and services, including design professionals (architects, engineers and
designers), energy service providers, contractors, retailers, distributors, suppliers,
manufacturers, and fuel dealers. The Contractor shall strive to affect critical decision
points in the supply chain that impact energy efficiency decisions in the marketplace by
providing targeted, strategic support to these Market Actors, including, but not limited to:
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Training and education to build efficiency-related skills and knowledge;
Project-specific technical assistance;
Provision of software, design guides, manuals and other technical resources;
Promotion to consumers of the products and services offered by these
providers; and
Financial incentives to these providers to overcome specific market barriers.
In carrying out this work the Contractor shall seek to expand the availability of energy
efficiency products and services available from Vermont providers and seek to increase
the standard-practice levels of efficiency in these products and services. In providing
EEU services, the Contractor shall not use its own employees to provide any design or
engineering services that are required to be provided by licensed professional architects
and engineers, and shall not provide certifications of designs or engineering that assume
professional liability.
M. Installation of Energy Efficiency Measures
The Contractor shall promote, utilize and support the development of the broad network
of Vermont businesses to provide for the installation of energy efficiency measures. The
Contractor will rely on this network of building, electrical, mechanical, HVAC, and other
contractors to provide and install energy efficiency measures. The Contractor’s
employees shall only engage in the direct provision of efficiency measures to EEU
customers under certain circumstances, as described further below, and only with prior
approval from the Contract Administrator.
The circumstances where it may be appropriate for the Contractor’s employees to directly
provide or install efficiency measures are limited situations where relying on other
providers would not be feasible or as cost-effective. This can occur when other providers
do not or can not provide certain services or where there are critical cost savings by
providing direct installation of certain measures through concurrent delivery with other
program services provided by the Contractor. For example, the Contractor’s employees
during the term of the prior EEU contract directly installed screw-in compact fluorescent
bulbs and other low-cost measures in both single family homes and multifamily
buildings. Such minor measure installations would not have been cost-effective to
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deliver as a stand-alone service by an independent business, but were cost-effective when
installed by the Contractor’s employees while they were already on-site performing other
EEU-related services (e.g. inspections, customer service, etc.). Such direct installation of
energy efficiency measures by the Contractor’s employees shall not exceed, without prior
Board approval, 5% of its total energy efficiency incentive budget.
For the purposes of this clause, all EEU subcontractors shall be considered to be
independent businesses, not subject to the limitations on the Contractor contained in this
clause.
N. Consumer Marketing, Public Information, and Education
As detailed in Section F of the Response, the Contractor shall implement marketing,
public education and consumer information activities as part of a strategy to (1) promote
customer participation in and market awareness of EEU services, (2) increase consumer
awareness and understanding of the benefits of energy efficiency, (3) increase consumer
demand for energy efficient products and services, and (4) affect consumer decisionmaking in consumer-driven energy efficiency choices. At a minimum, the Contractor
will provide: (1) a toll-free number as described in 30 V.S.A. § 209(d)(3); (2) a web page
describing services available to customers; (3) effective customer response and referral
procedures; (4) a system for tracking, addressing and resolving customer complaints
promptly; and (5) a brochure that provides background information on who is
implementing the EEU
The Contractor shall also develop and implement energy education and technical training
services and initiatives, including cooperative activities with Vermont educational
institutions, vocational training, and continuing education.
O. Develop Independent Funding Sources
The Contractor shall, to the best of its ability, facilitate the development of, and/or
develop, independent energy efficiency funding mechanisms that leverage non-EEU
funds (such as grant and Federal funds). The Contractor shall develop and implement
mechanisms to help overcome lack of customer access to financing for efficiency
investments so that customer contributions to measure costs can be maximized consistent
with the Board’s principles of sound program design.
P. Cost-Effectiveness Screening
When assessing the cost-effectiveness of electric efficiency measures, the Contractor
shall utilize the Societal Test as described by the Board in its April 16, 1990 Order in
Docket No. 5270. When assessing the cost-effectiveness of unregulated fuel efficiency
measures, the Contractor shall utilize criteria and tests as approved by the Board.
The Contractor shall use statewide cost-effectiveness screening tools provided by the
DPS in its planning and implementation activities. The Contractor shall use the avoided
cost projections and externality values approved by the Board. It is expected that the
Board will approve revised avoided cost projections during the term of this Agreement.
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The Board shall provide a reasonable amount of time for Contractor to implement any
new avoided costs or externality adjustments approved by the Board.
The Contractor shall keep current documentation on all measure and program
assumptions. Changes to existing measure characterizations and program assumptions,
and all assumptions for new measures and programs, shall be coordinated with the DPS.
All changes shall be documented in the Technical Reference Manual, including the basis
for the new assumption. The Contractor shall provide annually the Technical Reference
Manual to the Board, DPS and the Contract Administrator. The Contractor shall provide
on an ongoing basis any substantive changes in the TRM to the Board, DPS and the
Contract Administrator.
Q. Support for Resource Planning, Market Assessment and Evaluation Activities
The Contractor has primary responsibility, unless otherwise directed by the Board, for
determining whether and to what extent it will collect, compile, and assess information
on: (1) the characteristics and current status of markets targeted by current strategies and
markets that are potential targets for new strategies and service offerings; and (2) new
technologies and market intervention strategies. This information may include changes or
expected changes in these markets, opportunities for emerging energy efficiency
technologies and practices, and the status and progress of EEU-funded programs in
capturing the potential for cost-effective energy savings. The Contractor’s
responsibilities with respect to collecting information related to market transformation
effects shall be limited to data about its efforts (e.g., the Contractor will collect
information about its installations, but is not responsible, for example, for collecting
information about awareness of new energy efficient technologies among Vermont
residents).
The Contractor shall provide data and information collected under this Paragraph and
Paragraph I.E.2 of this Attachment to support the DPS’s demand-side management
resource planning and evaluation activities, in particular: (1) the DPS’s obligation to
conduct EEU program evaluation (MOU, Paragraph 11); (2) the DPS’s evaluation of the
Contractor’s performance, market conditions, and available demand-side management
potential; and (3) any additional measurement and verification activities as required for
participation in the regional capacity market. In addition, the Contractor shall be
available for consultation with the DPS regarding the development of the DPS’s Twenty
Year Electric Plan, pursuant to 30 V.S.A. § 202. The Contractor shall also cooperate to
the best of its ability and within its budget constraints in the identification and
prioritization of information needs, the exchange of information, and the timing of Work
products with the Board, the Contract Administrator, and DPS staff as necessary to
effectuate strategic planning, multi-year program planning and budgeting, market
assessment, and program evaluation.
R. Key Indicators of Energy Efficiency Comprehensiveness and Depth of Savings
The Contractor will initiate and complete a project in 2009 to: (1) define key indicators
of energy efficiency comprehensiveness and depth of savings; (2) identify key indicators
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for measurement; and (3) propose and set up systems to collect appropriate data, conduct
analysis, and report indicators on a regular basis. The DPS, the Contract Administrator,
and the Contractor will develop mutually agreeable definitions of terms, as well as select
and define the key indicators appropriate for Contractor tracking.
S. Applied Research, Development and Demonstration
Contractor may, at its own discretion and in coordination with the DPS, conduct such
applied research, development and demonstration efforts as it deems appropriate to
improve its performance and effectiveness in attaining the Board’s objectives for the
EEU, in the current and/or subsequent contract periods.
T. Vermont Distribution Utility Planning
Vermont electric distribution utilities may request the services of the EEU in certain cases
for implementation of their obligations for energy efficiency services, including particular
strategic retrofit programs (See Paragraph III.D.16 of the RFP). In the event of such a
request the Contractor would be required to enter a bid, and, if selected, act as a
contractor directly to the electric utility to deliver electric efficiency services provided
such efforts will not substantially detract from Contractor’s ability to deliver its core
services pursuant to this Agreement. In accordance with Paragraphs 38, 40, and 41 of the
MOU, the Contractor will receive compensation directly from the requesting utility for
the development of its proposal to perform these services, and separate compensation
from utilities for any services so provided under the terms of such contracts.
Any disputes between the Contractor and any distribution utility regarding distributed
utility planning as detailed in this paragraph shall be mediated by the Contract
Administrator. If the Contract Administrator cannot settle such a dispute, then the
dispute shall be submitted to the Board for a final and binding decision.
U. Limitations on Performance Contracting and Loan Guarantees
If the Contractor or any of its subcontractors advises a customer to use performance
contracting and the Contractor or its subcontractor desires to bid for that contract, the
Contractor or its subcontractor shall notify the Contract Administrator in advance of
submitting a bid. The Contract Administrator may contact the customer and/or use other
mechanisms to ensure that the Contractor’s role as the EEU or its subcontractor’s
relationship with the EEU does not give either of them an unfair advantage in the bidding
process.
The Contractor may not itself guarantee, nor pledge any EEU funds to guarantee, any
loans obtained by customers to finance energy efficiency projects that are part of the
Work without the prior approval of the Board. The Contractor may work to identify
other organizations or agencies that are willing to guarantee such loans.
V. Participation in Board Proceedings Implementing any Changes to the EEU Program
Contractor shall provide reasonable support and input to the Board in Board proceedings
implementing any changes to the EEU program. This support and input may include, but
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is not necessarily limited to, providing written comments on the effects of issues and
options under consideration on the EEU’s operations, providing data from the EEU’s IT
system, developing analytical tools based on Contractor’s experience delivering energy
efficiency services, and responding to filings made by other participants in the
proceedings.
If the Board would like Contractor to provide a significant amount of support, the Board
will discuss with Contractor the effects of such a request on Contractor’s ability to
perform its other duties under this Agreement. The result of such discussions shall be
memorialized in writing.
W. Implementation of Self-Administered Energy Efficiency Program
Contractor shall participate in informal discussions and any formal Board proceedings
related to implementing the new Self-Administered Energy Efficiency Program. Once the
Board has resolved any issues related to the Self-Administered Energy Efficiency
Program, Contractor shall perform the tasks related to the implementation of that
program that are assigned to it by the Board.
Depending upon the structure of the Self-Administered Energy Efficiency Program that is
approved by the Board, the implementation of this program could reduce the funds
available to the Contractor to achieve the performance goals set forth in Attachment N.
The Board and the Contractor agree that, if this were to occur, the performance goals
would be adjusted appropriately, and any resulting reporting issues would be addressed at
that time.
X. Participation in Regional Capacity Market Activities
Contractor shall participate in regional capacity market activities consistent with the
FCM Order. These activities shall include submitting claims for energy efficiency
savings that result from Contractor’s performance of the Work and receiving payments
resulting from those claims, consistent with Paragraph 3 of Attachment M. These
activities shall also include submitting bids to provide capacity resources in the FCM in
accordance with ISO-NE policies and procedures . Contractor may also engage in
bilateral contracts for capacity, if necessary to satisfy its FCM obligations or to maximize
the value of Vermont’s efficiency capacity resources.
In addition, Contractor shall continue as a member of NEPOOL and participate in
ongoing FCM market design discussions. As part of participating in NEPOOL and ISONE, Contractor shall support the State of Vermont's efforts to secure resource parity for
demand resources in regional electricity markets. Contractor shall coordinate its
activities in NEPOOL with designated Board and DPS staff. Contractor shall ensure that
the positions it takes as a NEPOOL member are consistent with those advocated by the
Board.
Y. Transition
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If the EEU's role is terminated or transferred to another entity on any future date, the
Contractor shall use best efforts to cooperate in all reasonable ways with, and assist, any
such transition process so as to best effectuate the purposes of 30 V.S.A. § 209 and the
5980 Order. This obligation shall include, without limitation, the sharing and transfer of
data, and the transfer, via licensing agreement, of Customized Software (see Paragraphs 9
and 20 of the Main Body of this Agreement). This obligation shall not include serving as
the EEU after December 31, 2011.
Contractor shall also assist the new entity with any transition issues associated with the
EEU’s role in the regional forward capacity market.
As requested by the Board, the Contractor shall provide any information collected in its
ordinary course of business for the Board’s use in developing future requests for
proposals for EEU services or for use in determining the amount of the EEC.
Z. Work to be Performed After December 31, 2011
The only Work that the Contractor will perform after December 31, 2011 will be:
 The production of the monthly report for December 2011 (as described in
Paragraph I.E.6.a, above);
 The production of the 2011 savings claim (as described in Paragraph V.A.1 of
Attachment N);
 The 2011 savings verification (as described in Paragraph V.A.1 of Attachment N);
 The production of the 2011 Annual Report (as described in Paragraph I.E.6.c,
above); and
 Transition assistance if the Contractor is not chosen to continue to operate the
EEU after December 31, 2011 (as described in Paragraph II.U, above).
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